News & Analysis as of

Limited Liability Company (LLC) Corporate Taxes Internal Revenue Service

Keating Muething & Klekamp PLL

Leto v. United States: How a Taxpayer’s Section 1202 Exclusion Could Have Been Saved

In Leto v. United States, the taxpayer reincorporated an S corporation business into a C corporation, then the taxpayer later sold the shares in the C corporation and tried to exclude the gain from such sale under section...more

PilieroMazza PLLC

Focus on S Corporations, Part 2: Inadvertent Termination of S Corporation Elections

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The IRS recently provided guidance addressing inadvertent terminations of S Corporation (S Corp) status based on existing provisions in corporate documents that remain after a company makes an S Corp election. This can be a...more

Stark & Stark

Don’t Let Your LLC Expire: LLC Owners Should Check Formation Documents to Confirm Perpetual Duration

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When the New Jersey Limited Liability Company Act originally went into effect in January 1994, the Internal Revenue Service required that a limited liability company have at least a majority of the characteristics of a...more

Obermayer Rebmann Maxwell & Hippel LLP

S Corporation Tax Pitfalls - The Dreaded Inadvertent S Election Termination

Business owners are often attracted to the S Corporation as a hybrid between the entity-level tax planning opportunities afforded by C Corporations and the passthrough nature of a partnership, all while affording a business...more

Skadden, Arps, Slate, Meagher & Flom LLP

New Corporate Minimum Tax and Stock Repurchase Tax Will Take Effect in 2023, but Questions Remain

The corporate alternative minimum tax (CAMT) and the excise tax on stock repurchases, each enacted as part of the Inflation Reduction Act of 2022, will soon become effective — for the CAMT, for taxable years beginning after...more

Foley & Lardner LLP

Qualified Small Business Stock: Some Interesting Questions

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Section 1202 is a once-obscure tax saving provision that has come into prominence in the last few years. Originally passed in 1993 as a 50% capital gain exclusion, it has been amended several times since. In its current...more

Freeman Law

The Alter Ego Doctrine and Taxes

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The Alter Ego Doctrine and Taxes What is an “alter ego?” The phrase is Latin, translating to “second I,” “another I,” or “other self.” In the federal tax context, the alter ego doctrine comes into play where the IRS...more

Akin Gump Strauss Hauer & Feld LLP

Secondary U.S. Withholding for Transfers in Private Investment Funds Delayed Until January 1, 2023

Key Points - Fund-level liability for a buyer’s failure to withhold upon secondary market transfer of an LP interest in a fund with ECI assets will apply only for transfers on or after January 1, 2023. Certain...more

Allen Matkins

Your Contract Is Voidable, What Now?

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When a corporation or limited liability company fails to pay its taxes, penalties, fees or interest or file a return with the Franchise Tax Board, it will be suspended.  If the suspended corporation or LLC enters into a...more

Rivkin Radler LLP

Partners, S Corp. Shareholders And Biden’s 2022 Revenue Proposal: No More Business As Usual

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What A Ride- No one anticipated that the Administration’s proposed tax increases would fly through Congress easily – at least no one residing in a state in which the recreational use of marijuana has not been legalized....more

Freeman Law

It’s Not Too Late!—Untimely S Elections

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In my practice, I have seen various issues related to a taxpayer’s S election. Corporations potentially jeopardize their S election by unknowingly creating a second class of stock through convertible debt. Corporations,...more

Farrell Fritz, P.C.

New York’s Post-Election Tax Environment For Business Owners

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Something Is Rotten- There’s a gray pall hanging over New York that has clouded the judgement of many politicians, and has left many of its residents feeling anxious and off-balance. No, it’s not the smoke from all the...more

Burr & Forman

Section 199A – The Decision to Aggregate

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Under the 2017 Tax Cuts and Jobs Act, Congress enacted the new Section 199A 20% profit deduction for owners of pass-through businesses, and which include Subchapter S corporations, LLCs, sole proprietorships, and even certain...more

Rosenberg Martin Greenberg LLP

What are some of the monetary penalties and other consequences of failing to properly report my foreign real estate and other...

Depending upon how foreign real estate is owned and/or controlled, a number of different tax reporting regimes may be implicated.  Each of these has its own corresponding penalties and generally applies to United States...more

Chambliss, Bahner & Stophel, P.C.

Five Important Tax Highlights from 2018

2018 was a very active year for tax developments. The big story was the application of the substantial reforms of the Tax Cuts and Jobs Act of 2017, which took initial effect in 2018. But there were several other developments...more

Butler Snow LLP

Non-US Persons Holding US Real Estate: Penalties For Failing To File Certain IRS Forms Are Increasing To $25,000

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Most non-US persons who are properly advised regarding US real estate ownership will structure their holdings to include some combination of US LLCs, non-US companies, non-US partnerships, non-US trusts and/or non-US...more

Burr & Forman

The New Section 199A 20% Profit Deduction for Pass-Through Businesses: A Case Study: Court Reporters

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Congress enacted the new Section 199A 20% profit deduction for the owners of pass-through businesses, and which include Subchapter S corporations, LLCs, sole proprietorships, and even certain trusts. Section 199A is intended...more

Williams Mullen

IRS Gets “Bageled” in Tax Court Over Family Office Expenses

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A recent case, Lender Management LLC v. Commissioner of Internal Revenue, T.C. Memo. 2017-246, has created a window of opportunity for family offices to restructure their affairs and potentially deduct certain family office...more

Holland & Knight LLP

U.S. Tax Reform: Impacts and Opportunities for Mexican Businesses, Part 2 - An Overview of the Tax Act's Effects on Various...

Holland & Knight LLP on

• As noted in Part 1 of this series, new H.R. 1, informally known as the Tax Cuts and Jobs Act (Tax Act), has been the most important change to the U.S. tax code in a generation. • In Part 2, this client alert continues to...more

Foodman CPAs & Advisors

Thoughts about the New Filing Requirements for Foreign-Owned U.S. entities?

Foreign Persons that own 25% of a US entity might want to reassess their strategy as it relates to that ownership. It “used to be” (until December, 2016) that a Foreign Person as a single owner of a Limited Liability Company...more

Verrill

Lawyers on Tap: Tap Tips for Entity Formation and Taxation

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In this episode of Verrill Voices: Lawyers on Tap, Verrill Dana attorneys Jennifer Green and Jonathan Dunitz discuss the importance of entity formation to the overall success of a brewery business, and the differences between...more

Smith Anderson

Draft North Carolina Tax Legislation Released

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On April 11, 2018, the General Assembly’s Revenue Laws Study Committee released a draft tax bill for possible introduction in the legislative session that convenes May 16. This Alert provides a summary of the more important...more

Burr & Forman

The New Section 199A 20% “Profit Deduction” for Pass-Through Businesses: The Undecided Issue of Owner Compensation

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Under the Tax Cuts and Jobs Act, Congress is now offering a new 20% deduction for “pass-through” businesses – i.e. businesses that are not corporations. With the corporate tax rate being reduced under the new law to a flat...more

Schwabe, Williamson & Wyatt PC

CPA Shoptalk: 8 Takeaways

On January 10th, 11th and 18th our tax attorneys ?hosted a "CPA Shoptalk" seminar in ?Portland, Vancouver and Bend. Below are ?some key takeaways to consider... 1. Partnership Audit Rules Post-TEFRA - The Balanced...more

Burr & Forman

New Internal Revenue Code Section 199A: The 20% Deduction for “Pass-Thru” Businesses

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Aside from corporate tax reductions, one of the most important aspects of the new Tax Cuts and Jobs Act beginning this year is the new 20% deduction for “pass-thru” businesses – i.e. businesses that are not corporations. With...more

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